Requisition of General Meeting
January 13 2010 - 1:00AM
UK Regulatory
TIDMZRX
RNS Number : 4528F
Zirax PLC
13 January 2010
Zirax plc
("Zirax" or the "Company")
Requisition of General Meeting
The Board of the Company announces that on Tuesday 12 January 2009 it received a
written requisition notice from its largest shareholder, Erith Group Limited
("Erith") (the "Requisition Notice") to convene a general meeting of the Company
(the "GM").
Erith is the holder of 102,531,250 Ordinary Shares representing approximately
59.5 per cent of the Company's issued share capital. Mikhail Baranov, a
non-executive director of the Company, is a connected person of Erith by virtue
of Erith being a body corporate with which he is connected pursuant to section
254 of the Companies Act 2006. Through his association with, and shareholding
in, Erith, Mr Baranov is deemed to control 59.5 per cent of the Company's issued
share capital. In addition, through his interest in 000 Yugo Vostok
Promkapital, Mr Baranov is interested in a further 13,333,333 Ordinary Shares in
the Company, representing a further 7.7 per cent of the Company's issued share
capital. Erith has requested that the following resolutions be put to
shareholders at the GM:
1. the cancellation of the admission of the Company's shares to AIM;.
2. subject to Resolution 1 being passed, the re-registration of the Company as a
private limited company; and
3. the adoption of New Articles of Association of the Company.
The directors of the Company are seeking an urgent meeting with Erith to discuss
the Requisition and its implications for shareholders and the directors
themselves. After which, the directors will respond to the Requisition
Notice in a circular which will be made available to all shareholders and will
set out further information relating to and arising from the Requisition Notice.
In accordance with the Companies Act 2006 the directors are required to post
the notice of the GM within 21 days from receipt of the written requisition.
Enquiries:
+--------------------------+--------------------------+-------------------------+
| Zirax | Fenlon Dunphy, CEO | T: +44 (0)20 7930 0777 |
+--------------------------+--------------------------+-------------------------+
| | | |
+--------------------------+--------------------------+-------------------------+
| Westhouse Securities | Tim Metcalfe | T: +44 (0)20 7601 6100 |
+--------------------------+--------------------------+-------------------------+
| | Martin Davison | |
+--------------------------+--------------------------+-------------------------+
| | | |
+--------------------------+--------------------------+-------------------------+
| Cardew Group | Tim Robertson | T: +44 (0)20 7930 0777 |
+--------------------------+--------------------------+-------------------------+
| | David Roach | |
+--------------------------+--------------------------+-------------------------+
| | Daniela Cormano | |
+--------------------------+--------------------------+-------------------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
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